Changeling Times
by Organ Man
Summary: It's been years since the failed Changeling invasion, and they now live alongside ponies under a new ruler. Things are relatively peaceful, but some ponies can't let go of the mistrust. Mistrust breeds hate. Hate breeds violence. And six friends who once were heroes find themselves divided between coexistence and terrorism.
1. Beauty

Rarity blinked when the sun came into her eyes. She reluctantly rubbed the sleep from her face and stepped out of her bed. What time was it? It couldn't have been THAT early already…ah well. Whatever time it was, she'd had her beauty sleep and was looking forward to another day. Besides, she'd recently accepted a big commission and the sooner she got started the better.

Rarity cleaned herself up, styling her mane to perfection. Even with the commission she had to work on, she could expect a lot of unexpected guests today, and she wanted to look her absolute best for all of them. A lot of things had changed in the last few years, but the Carousel Boutique was still the premier dressmaking emporium in Ponyille, if not all of Equestria. Rarity wouldn't dream of giving anypony …or anyling…service that was subpar in the slightest!

Once she cleaned up, she opened the door to her room and saw Hoity Toity standing there. "Rarity, where is my order? I haven't got all day!" he demanded, glowering at her.

Letting out a most unladylike shriek, Rarity started babbling hurriedly. "Oh my goodness what are you doing here the suits you ordered are not readytheywontbereadyforanotherdaythatswhatthecontr actstatedwait." Rarity blinked, looked very carefully at the calender and took a very, very deep breath. "Please don't do that again. It was not funny the first time, and it's not funny now."

The grey earth pony with the silver mane couldn't resist a chortle. "Ohohohoh. You still fall for it every time. You really should know better at this point."

Rarity shook her head. "And you should know how to do a proper Canterlot laugh at this point." The seamstress promptly used her magic to levitate several bits of thread and cloth. "Anyway, we should get started right away."

Groaning slightly, Hoity stood still as the fabric danced around him. Knowing how Rarity worked, he'd be stuck here all day. Fabric was pressed on and off, the sewing needles nearly poked him multiple times, and Rarity never seemed satisfied with the color scheme. Then again, knowing the client, it was a good idea to err on the side of caution.

"No..no…no…goodness, no." Rarity shook her head. Suddenly noticing the earth pony's rather sour look, Rarity gave him a smile. "You have no idea how much this helps me. Don't worry, I'm on the right track. But if you want to take a break…"

Hoity's expression relaxed. "Oh no, it's fine. It's nothing I can't handle. It's just…I don't know, this still feels rather silly to me."

Rarity blinked. "How so?"

"Just…the whole notion of…clothes. The only ponies who really wear them are those Canterlot ponies, and it's just another way for them to show off. Oh, look at me! I'm wearing this tight suit that will get irreparably ruined if I step on a puddle, and costs more than you make in a year, just because I can afford it! Yup! And since YOU aren't wearing it, you are lesser than me!"

Rarity shook her head, reexamining her thread. "Well…I suppose there are ponies like that in Canterlot. But there's nothing wrong with ponies wanting to look nice. Besides, there's a lot of ponies with the same color and mane, and they want to be separated from the crowd in a way. Yes…this color will work." Rarity remarked, fixing a button on the vest she had been crafting. "But…I suppose you wouldn't really understand that."

'Hoity' shrugged. "No, I guess not. I guess I never will." The earth pony winced as the button accidentally poked his skin. "I once linked with a convert who simply wouldn't go outside until every bit of her appearance was absolutely perfect. I think the only reason she converted was to make that sort of thing 'easier' to do."

Rarity blinked. "Really?"

"Yeah." The model rolled her eyes. "You'd be amazed at how many 'Canterlot Elite' converted just for that. " A thought came to him. "Have you ever considered it?"

Rarity shook her head. "No. I always felt that beauty meant much more when it's real. If it becomes too easy to make yourself lovely, it loses it's value. Mmm-hmm. Yes, now I'm on the right track!" Rarity had the perfect design in mind. "It's funny you should mention it, though. Sweetie almost volunteered."

Hoity raised an eyebrow. "Really?"

"Yes. Apple Bloom had tried to talk her into it. I believe she was thinking along the lines of 'I can finally help my sister by just standing in one place like I always have to do!' Aheh…heh…" Realizing what she might've implied, Rarity gave her model an awkward smile. "I told her to really think if that was what she wanted. If she thought that her purpose was to join the hive. She decided to wait until she got her Cutie Mark before making a decision."

"Fair enough." Hoity agreed.

Finally, it was finished. Rarity stepped back to admire her work. "Yes, this is perfect! Just perfect! One down, three to go."

Hoity sighed with both relief and dread as the suit was removed. "Wonderful. Now, whose next?"

Rarity shuffled through the photos she had taken of her clients and eventually found the next client. The picture hovered in front of Hoity Toity, who stared at it critically.

"Measurements?"

"Ummmm…" Rarity's flipbook appeared out of nowhere. "37-89-42."

Satisfied with what he knew, Hoity vanished in a flash of green fire. When Rarity blinked, the place 'Hoity' had once stood was now occupied by a tall red mare, with green hair and a cutie mark of sewing needles. 'She' smirked. "This about right?"

"Perfect as always, Mannekin."

The 'mare' nodded. 'Mannekin' was not his designated name, just a nickname Rarity had given him when he came into her service. Some of the Hive considered it an insult, but he didn't mind. Despite his grumblings, he enjoyed working here, if only to chuckle at the overly complicated ways ponies tried to make themselves prettier.

"Hey…can I ask a question?" Mannekin inquired as the fabric swirled around him.

"Of course you may."

"If your sister had converted, would you have been okay with it?"

Rarity paused. That was a good question. Of course, an easy answer came to her, but she knew it wasn't really the truth.

"I…I'd like to think I would've, but I don't know…I had…mixed feelings when I heard about Pinkie…after everything that's happened…" she reluctantly admitted.

Mannekin suddenly felt ashamed for bringing it up. "I'm…sorry. We all are. We all wish things had been different."

The sewing materials froze in the air as Rarity looked away. "She was going to be released today...and then, there was that attack a month ago…it's still hard to wrap my head around that…" the mare had to shake her head clear. "I'm sorry…it's not good to reflect on the past. Not like this. Not when there's so much to do."

"When, then?"

"I don't know. Maybe tomorrow. I'll go see Fluttershy at the nursery tomorrow. It's been too long since I saw her, and after what happened she could really use a…"

Without warning, Mannekin jolted. His eyes widened and his disguise burned away. His true form, a black chitinous creature with tattered wings and green eyes, appeared in a flash. It happened so suddenly that Rarity jumped back. The Changeling simply stood there for a few minutes, listening to a voice that Rarity couldn't hear. His eyes twitched...whatever he'd heard, it wasn't good.

Rarity had seen this once before. "Mannekin? What is it? Is that another all-hive alarm? What happened?"

Mannekin took a second to compose himself and shook his head clear. Looking at Rarity with his real eyes, he sighed sadly. "I got some bad news."


	2. Nursery

On the other end of Ponyville, on the border of Everfree forest, a Changeling-drawn carriage was being brought to a small cottage built in a hill. A bandaged hoof pushed away the curtains on the carriage window so Fluttershy could look outside. Fluttershy's house had barely changed over the last few years, remaining the cozy little hamlet of animal dens and birdhouses it had been since the Elements of Harmony had been used to stop Nightmare Moon. The shy pegasus wanted nothing more than to have the place remain a lovely safe haven for critters of all kind, a peaceful sanctuary where the Element of Kindness could care for all she laid eyes upon.

Unfortunately, Fluttershy's haven was not immune to the changes that came with the Changeling Hive. There was a big black nest nearby, a mound of papyrus and stone that remained something of an eyesore despite Fluttershy and Rarity's earnest attempts to pretty it up. Fluttershy had long since grown accustomed to the nest's presence, but she wasn't sure how she felt about the contingent of Changeling guards surrounding both the house and the nest.

It wasn't that she was afraid of the guards, oh no. It was why they were here. Their presence kept reminding Fluttershy of the most awful night of her life. But she couldn't tell them that. They were only there to protect her. The carriage stopped and Fluttershy subconsciously brushed her mane out of her good eye so it covered her other eye.

Two Changeling guards, larger than regular drones, were waiting by her door. The second she stepped out of the carriage, they took up positions right beside her. The gesture was so sudden she had to will herself not to gasp and dive back inside.

The two guards could smell her fright. "Are you alright, Fluttershy? Do you think the Insurgents will try another attack, now that you're out of the hospital?"

Fluttershy shook her head. "N-no, I'm fine. I'll be alright, I need to do this. I'm sorry to make you worry."

"Do not apologize. We were sent by the Ruler to ensure your safety. If you feel threatened at any moment, tell us immediately. We will resolve the situation immediately."

"Erm…thank you very much. We should get going…yeah." she stammered.

The two guards nodded as Fluttershy began walking towards the nest. They matched her pace perfectly, keeping a watchful eye on their surroundings. After the Insurgents last attack, they couldn't be too careful. Though they did wonder how much the Pegasus actually needed their protection…

There were even more guards around the nest. Despite the repairs, Fluttershy could still see the holes…

_She opened her eyes, and there was screaming. Two kinds of screaming. She rushed to the window. She could see the Insurgents in the darkness, hitting the nest with everything they had, screaming obscenities about monsters and liars…she could hear the little ones screaming in terror…_

She forced the memory out of her head. She didn't need to think about it. She COULDN'T think about it.

She entered the nest. Fluttershy looked around, trying not to look at the damage that had been done. She didn't want to see any more reminders of…that night…so she looked at the places that were still intact. She could see the egg clusters on the walls, glowing with new life. She could see the larger cocoons that the hatchlings slept in. She saw one of them ripped open…

_The little ones were crying for help…screaming…one of the caretakers was dead…torn apart by a magic spell..._

Fluttershy clamped her eyes shut and shook her head like she could somehow toss that image out of her head.

"Miss Fluttershy!"

A dozen little voices came up to her. Fluttershy opened her eyes to see several of the hatchlings jump up on her, nearly making her topple over. She found herself smiling as they clambered over her with excitement, despite the fact that they were aggravating her bruises and bandages.

"You're okay!"

"I knew you'd be strong!"

"Thank you!"

"We missed you so much!"

"Why are you crying?"

Fluttershy swallowed back her tears. "I'm…I'm just happy to see you again."

The hatchlings tightened their grip on Miss Fluttershy, not wanting to let her go. Fluttershy took the closest ones and hugged them back. It'd been too long since she'd seen them…the last time…

_"Demons! Monsters! You shouldn't exist! You don't belong here!"_

"I love you all so much." She sighed.

"We love you too, Miss Fluttershy."

_"What are you doing?! What…this is a nursery!"_

_"There! There's the traitor!"_

_"This is no nursery! This is a den of monsters and liars! Burn it down!"_

_"HEEEEEEEEEEEEEELP!"_

"Miss Fluttershy…" one of the younger ones asked.

"Yuh-yes?"

"Why were they so angry? What did we do to them?"

_"They are not monsters!"_

_"Yes they are! They've brainwashed you!"_

_"This is all their plan to take over Equestria! Wake up, Fluttershy!"_

"You didn't do anything. A long time ago…A Changeling tried to hurt them. She did something horrible..."

"Miss Fluttershy? Did that Changelings hurt you?"

"Whuh-what makes you say that?" Fluttershy gulped.

_"I am not brainwashed!"_

_"Yes you are! Don't you remember the wedding! You were there! Tartarus, you saw what she did to Celestia! Don't tell me you're not brainwashed!"_

_"Stop yammering! The swarm's gonna be on it's way, let's just crush this whiny little filly, blast this place and get outta here!"_

"Why don't you hate us, then?"

Fluttershy sniffled. "Because I know…because I know you're not like her. I was there when you hatched, I watched you grow, I helped teach you to fly." She sat up and stroked their heads. "And everyling deserves kindness."

One of the hatchlings blinked. "But…you didn't show _them_ kindness…"

Fluttershy blinked, and then groaned. "No…"

_"Um…boss? Her eyes…"_

_"Uh-oh."_

_"Come on, we can take her…long as we don't..."_

"I guess I didn't."

_"STOP LOOKING AT ME LIKE THAT!"_

_"GETHEROFFMEGETHEROFFME!"_

_"GAH! BUCKING MARE HIT ME!"_

_"I THOUGHT YOU SAID SHE WAS WEAK!"_

Fluttershy paused for a moment. "I guess…sometimes, when a pony is so consumed with anger and hate, no amount of kindness is gonna fix them. They only want to hurt…and you have to fight them."

_"SOMEPONY HELP!"_

_"She's a demon!"_

_"No...she's not this strong...it can't be..."_

_"Let's get out of here!"_

"Truth is…they weren't any better than the bad changelings they were talking about."

Fluttershy looked at all of the Hatchlings. "Promise me something." She stated. "Promise me that you will never be like that. Promise me that you will never let yourselves get consumed by hate and anger. Against anypony or anyling."

The hatchlings smiled. "We promise, Miss Fluttershy!" They all said at once.

Fluttershy smiled. "Pinkie Promise?"

They started the chant in perfect unison. "Cross our hearts and hope to fly, stick a cupcake in our...um..." They abruptly stopped.

Fluttershy blinked. "What's wrong...oh." she suddenly realized why they were uncomfortable. Her hoof went up to the eye that was covered by her mane. "It's okay. It really is."

"Then...can we see it?"

_"YOU! WON'T! HURT! MY! LITTLE! ONES!"_

_"Boss, do something!"_

_"I can hear the buzzing! They're on their way!_

_Fluttershy looked up to see a sharp purple flash go straight towards her...and then there was pain._

After a second, Fluttershy nodded. Her hoof pushed away her covering mane, revealing a scar and eyepatch that looked completely alien on her. Before the insurgents fled, the leader's final spell took out her eye. "If I can take this to keep you safe, I can take your promise."

The Changeling hatchlings nodded. "Cross our hearts and hope to fly, stick a cupcake in our eyes!" they chanted in unison.

Fluttershy chuckled…and then began swaying unsteadily.

The Changeling guards were next to her in a second. Realizing what was going on, they grabbed a bottle of pink liquid out of their satchels and made Fluttershy drink it. The hatchlings could tell what it was. Liquid Love, straight from Pinkie's emotion bakery.

"What's wrong?" one of them asked.

The guards sighed. "This is why you couldn't see Miss Fluttershy in the hospital. The doctors were worried that you might accidentally drain her energy."

The hatchlings collectively gasped. "Oh no! We're so sorry!"

Fluttershy gulped the liquid down and immediately felt stronger. "It's okay, little ones…I know you didn't mean it."

The hatchlings looked at the ground, ashamed. "We're still sorry…You got so hurt helping us you were in the hospital for weeks and we couldn't visit…and then we reminded her of what happened, and now we hurt her again…"

Fluttershy smiled brightly. "I told you, it's okay. Miss Fluttershy just needs to rest a little more. Then we can play again. Say, how has Cheerilee been treating you?"

The Hatchlings brightened up. "She's great! She's not as fun as you, though."

Fluttershy chuckled softly. "Oh really?"

She and the hatchlings began chatting, with the Changelings eagerly discussing Cheerilee's lessons while Fluttershy described Rarity and Pinkie's visits to the hospital. The two changeling guards hung in the back, respectfully keeping their distance while still guarding the Pegasus.

They suddenly got a message through the Hivemind. _How is she?_ A voice asked that Fluttershy and the hatchlings couldn't hear.

_Better than she has right to be._ The guards answered._ After what happened here, she should be in pieces, your Majesty._

_She's stronger than she looks. She will be rewarded for her bravery._

_We know, your Majesty. We have heard the alarm, what are your orders?_

_Stay in position. The matter's being handled._

_Should we inform her that one of the Insurgents has been captured?_

_No. Not yet. Let her rest. She will find out soon enough._


	3. Memories

Somewhere in the centre of Ponyville was a bright pink building that looked like a huge balloon. Real balloons were attached to the sides and entrance, and passers-by wondered how they never seemed to deflate or fly away. There were balloons of all colors: yellow, white, red, grey, even orange and blue. There weren't any purple balloons, though. Not anymore.

Inside, an unusual Changeling was buzzing around, gathering multicolored goop from vats and equally colorful powders from bags. The Changeling was clearly a convert…her original skin color was still there, albeit darker, and a web-like mess of hair around her head and hindquarters signified what was one a mane and tail. And there was still the unique sparkle in her compound eyes. Her entirely pink coloration made it clear which pony she was before.

Pinkie Pie was humming merrily to herself as she worked. She was gonna try a new recipe for her Changeling friends today, and it was gonna be so much fun! It was gonna have Happiness frosting, and Joy filling, and Contentment sprinkles! It'll be just the thing to take her mind off what happened a month ago…

The pink convert stopped humming and groaned sourly. She'd just thought about it. She promised herself she wouldn't. She wouldn't think about how Fluttershy and her hatchlings were nearly killed. She wouldn't think about the insurgents. She wouldn't think about…_her._

_Her._ They were best friends once, and now she couldn't even think about her name.

It didn't matter. She was thinking about it now, and there was no way she could NOT think about it. As she got the rest of the ingredients together, Pinkie decided that as long as she was thinking about it, she might as well think about how it all began.

Pinkie could understand her concerns after what had happened after the wedding rehearsal. Everypony was nervous about the Changelings and their new ruler, and for good reason. After what happened to Celestia, they had every right to be worried. But over time, everypony realized that Changelings weren't all like Chrysalis' swarm. Under their new Ruler, they were actually really decent. And when ponies found out that they were more like distant relatives than aliens, it really helped them get along.

Not that there weren't problems, oh no. There were still problems. But the problems back then seemed a bit…bigger at the time.

First, there was the matter of Conversion. A lot of ponies, including…_her_ were concerned, thinking that the Changelings would force Conversion. That they would assimilate everypony into their hivemind or kill them. But the Ruler assured them that wouldn't happen. Conversion was a voluntary process, and over time quite a few ponies converted into Changelings willingly.

Including Pinkie.

They'd all asked why, Pinkie remembered. Some of them asked really loudly. Why would Pinkie, of all ponies, convert?

There were a lot of reasons. Of course, Pinkie was curious about how the Changelings worked, and she loved trying out new things. Besides, Granny Pie had once told her that the best way to understand somepony was to walk a mile in their shoes. If she could understand, she could make them all get along and throw good parties for both ponies and Changelings alike, and the best way to understand was to be one of them. Fluttershy had disagreed, but that was what Pinkie had felt.

Not to mention, when she heard that Changelings could use their magic to make edible emotions, that she could actually make cookies of pure Joy and cupcakes out of Love, Pinkie leapt at the chance!

The Hivemind didn't override her thoughts or anything. Sure, the collective mind of the Changelings would often speak to her (like the time she used the Hivemind Alarm to tell a joke, that didn't go over very well), and she got a LOT of advice from everyling. But it wasn't like she was being assimilated into the Borg or anything. It was more like constantly perfoming for a really big audience. And she was already very good at that!

Of course, _she_ didn't hear any of that. She just kept going on about how this was some sort of conspiracy to take over Equestria, which always puzzled Pinkie. She knew the ruler. How could she think that there was an evil conspiracy? The ruler was anything but a liar.

After the fuss about conversion had died down (more or less) _she_ started attacking Pinkie's bakery! Not literally, thank goodness, but she kept accusing the baked emotions of manipulating the population. Drugging them to make them enjoy the new rule. And honestly, Pinkie could see where she was coming from. You see, although changelings could eat emotion like it was cake, when Ponies ate or drank the Changeling's concoctions, they'd automatically feel whatever emotion it was, and if they had a lot of it, it could get…dangerous. Like a pony who took too many 'feel-good' herbs at once. She'd seen it herself…as funny as it was, there was something scary about Fluttershy jumping around and singing like she was Pinkie Pie on a sugar high.

The Ruler responded, and a law was passed to keep those concoctions in check. Emotions were restricted in Pony food, while Changeling food was clearly marked. This kind of frustrated Pinkie just a teensy bit, but she knew it was for the best. As much as she'd love to feed everypony concentrated fun cookies, she wouldn't dream of hurting anypony or disobeying the Ruler.

…_She_ and her followers had gotten quiet after that, and Pinkie hoped that after she had done a little thinking and calmed down, they could be friends again, just like the old days. It didn't look like that would happen after Rainbow got arrested, but Pinkie had held out hope.

And then that horrible night happened.

If a Changeling was in serious peril, or if something very important had happened, they sent a distress signal throughout the hivemind. If the signal was…strong enough, the other Changelings would experience that peril themselves.

Pinkie felt the hatchlings' terror as the ponies in the dark came after them. Pinkie was cut by the rocks and blades being magically thrown into the nest. Pinkie could hear the cries of "Monsters! Abominations! Liars!" alongside the sobs of the children. Pinkie was desperately clawing at the cocoon one of the Hatchlings was being torn away from. Pinkie felt the hatred from the ponies, burning her throat like icy flames. Pinkie felt the caretaker's tears on her cheeks as the insurgent leader cast the most painful spell she could possibly imagine. She saw _her_, a sick gleam in her eye.

Pinkie died with the caretaker.

Pinkie felt the eternal gratitude of the hatchlings as Fluttershy drove them away from the nest. She'd heard that Fluttershy was to be honored as soon as she had recovered enough. The Hatchlings had all been saved. But it didn't change anything.

It was hard for Pinkie to smile again for weeks. Pinkie couldn't unsee what she'd seen. She couldn't forget what she'd felt. _She_ was there. _She_ had done this. There was nothing that could justify this in Pinkie's eyes. Not after having experienced it like she had. _She_ was dead to Pinkie now.

Pinkie hit her head on the table, letting out a depressed sigh. Well, now she'd thought about it. Relived that entire experience. Now maybe she could get back to baking. She got back up, quickly mixed the emotions together and began stirring the batter. I mean, with that out of the way, at least today couldn't get any MORE depressing, right?

_THIS IS CHANGELING GUARD, CONTINGENT 24! I HAVE LOCATED ONE OF THE INSURGENTS, EARTH PONY APPLEJACK! LOCATION IS CANTERLOT WAREHOUSE, ADDRESS 166 STARPONY ROAD! SHE IS ALONE AND IN CRITICAL CONDITION! MULTIPLE FRACTURES, DEEP LACERATIONS AND POSSIBLE MAGIC TRAUMA! I REQUEST MEDICAL ASSISTANCE AND TRANSPORT FROM ANY NEARBY CHANGELING IMMEDIATELY!_

The bowl Pinkie was carrying clattered to the floor.


	4. Prisoner

Rainbow Dash opened her eyes to see a big, bubbly, green nothing. Again.

It was the same thing every time she opened her eyes. Every. Single. Time. Just the inside of her prison cocoon. The green goop that somehow fed and hydrated her for weeks at a time while still letting her breathe. If it wasn't for her molting, she could probably stay in the cocoon for years.

It was not as cool as it might have sounded. She had absolutely nothing to do. No-one to speak to. Nothing to watch. She couldn't even sleep through it all. Heck, she couldn't even _dream_ when she did sleep. She could safely say that Twilight and Applejack were wrong when they accused these cocoons of planting subliminal suggestions in the minds of the prisoners. Tartarus, pro-changeling propaganda would at least be something!

She couldn't even go insane with boredom.

Rainbow had to hoof it to the changeling king. He could certainly come up with the best punishment for her or anypony else. But she wouldn't take any of it back. Oh no. She was strong. She was loyal—to both Celestia and Twilight. She was not going to…

Huh? The green stuff turned blue…oh. It was that time again. Rainbow didn't quite know what it was that flooded her cocoon. Liquid laziness? Apathy? Tiredness? Whatever it was, she just couldn't bring herself to fight the guards that brought her out of the cocoon. She just went along as they pushed her down the dark halls of the prison nest.

She only snapped out of the fugue when the changelings had brought her to another room in the prison nest. There was really nothing to say about this room. It was as blank as the rest of the prison. Her feet were secured to the floor with strong chains to ensure she wouldn't fly away or begin fighting.

Rainbow smirked. "What, don't ya trust me?"

One of the guards hissed in response. They usually just ignored her. _Huh. Crankier than usual._

"Good afternoon, Miss Dash." An unfamiliar voice reached Dash's ears, and she looked up to see a dark unicorn stallion walk into the area. His cutie mark was a stylized eyeball, his regular eyes disturbingly piercing. Rainbow Dash had to avert her eyes from the stranger's gaze.

"You're not Dr. Tenderhooves," she remarked.

"No," the stallion admitted, an odd accent in his voice. "Dr. Tenderhooves is busy with…a recent patient that requires his attention. I'm his replacement, Dr. Nimale."

"Weird name."

"I suppose. Well then, shall we begin?"

Rainbow rolled her eyes and slowly spread her wings. They ached slightly as she stretched them out. She winced as she felt Nimale's less than comfortable magic settle over them, and the down was carefully plucked at. "I hate this." She muttered under her breath. "I should be doing this by flying."

Although the changeling pods could sustain a pony's muscles surprisingly well, feathered wings required special care. They needed to molt every month or so, and falling feathers would contaminate the cocoon or possibly drift into the prisoner's throat. Pegasus prisoners needed to leave their cocoons in order to molt safely, often under the supervision of a unicorn doctor to prevent self-harm, and guards to prevent escape attempts. Of course, the doctors had another reason to be there.

"So go ahead." Rainbow snorted as Nimale continued to pluck her useless feathers. "Ask already."

Nimale's eyebrow rose. "Ask what?"

"Ask if I've been thinking about what I did. Ask if I want to take back what happened. Ask if I repent my crime. Well, here's your answer. I don't. I don't regret anything. I'd have done it again in a heartbeat."

"Stop pretending you're some sort of martyr." The changeling guard hissed. Rainbow decided to call him Hissy. "You got drunk and assaulted the ruler."

Nimale seemed unimpressed as well. "No regrets, Miss Dash? Not even your escape attempts? You realize that if you hadn't tried to break out, you would be flying today."

Dash snorted. "What, you mean those outdoor exercises? I was on a LEASH!"

"No, I meant that you would have been released today. An assault charge, even someone like the King, carries a fairly short sentence. Attempting to escape custody aggravated your sentence."

Rainbow opened her mouth to retort, but nothing came out. _I would've been freed today?_ That thought gave her pause. _Okaaaay, maybe I do regret something. But it doesn't matter. I did what I did for the cause. For Twilight. For Celestia._

"Oh, I almost forgot." Nimale turned his attention away from the prisoner. Using his telekinesis, he brought a wheeled tray and parked it right in front of Dash. "These were delivered for you." Rainbow looked down to see a small tray of cookies. Right next to it was a note that was unmistakably Pinkie's hoofwriting.

_Keep smiling! _

Hissy snorted. "She still wishes to associate with you? Unbelievable."

A sigh escaped Rainbow's lips. It did seem strange. Especially after what she'd said when she found out Pinkie had converted. _She still wants to be friends?_ Rainbow had to will her tears back into her eyes. _I do too. When I get out, the first thing I'm gonna do is talk to her…and Fluttershy…I swear…_

Dash shook her head clear. She couldn't let the doctor or the guards see her like this. Instead, her face took on a skeptical expression. "How do I know you didn't spike these with…what? Liquid guilt? Huh?"

Nimale sighed. "No, Miss Dash. I assure you that they haven't been touched. You and Miss Sparkle made sure of that years ago, as I recall."

"Don't speak of _her_." Hissy snarled.

He spoke the word _her_ with such loathing that Dash took notice. "You got something to say about Twilight, bucko?"

Hissy took a step forward at that challenge. "You still defend that witch?! Her ridiculous accusations are the reason you're in here!"

"No, I'm here because that King of yours got Celestia killed!"

"HE DID NO SUCH THING!" Hissy bellowed with such force that it shook the room.

"Settle down, guard…" Nimale tried to intervene, but it wasn't very effective.

"Oh really, huh?" Rainbow Dash was starting to feel a bit better. A good old-fashioned shouting match was just the thing to make her feel alive again. "You think it's a coincidence that he took power right after your LAST queen murdered Celestia?"

Hissy chuckled dryly. "The pathetic theories of a bitter, misbegotten, paranoid unicorn. Do you honesty still believe anything that maniac said? Your three other friends saw sense."

"Real friends stick by their friends, no matter what." Rainbow retorted, but as she glanced down at the cookies, she had to admit those words were hollow. She hadn't stuck by Pinkie when she converted, or Fluttershy when she had joined up with the nursery. She had stuck by Twilight and Applejack. That was worth something, right?

She looked up to see 'Hissy' walking towards her, glowering furiously. "Your loyalty is wasted on that wretch. After what she's done, I'm amazed the King hasn't ordered the insurgent's head on a plate!"

Dash's expression became even more furious. "What she's done? Oh, you mean keeping your kind from completely taking over Equestria? Like you tried to do before?"

"Is THAT how you justify it?!" Hissy was right in front of Dash's face now, and she could smell his breath. Her chains rattled uselessly as she tried to draw herself up to his level.

Nimale tried to intervene again. "Guard, please calm down, she doesn't know…"

Hissy just grimaced, his horn lighting up. "Then it's time she found out."

Rainbow recognized the sparks coming from the horn. It was the memory spell Twilight had used to save them from Discord's influence. Changelings could use it to share memories that they or the hivemind had experienced. They rarely did though, considering it was akin to telling a very personal secret. What memory could Hissy possibly—

_"No, the-the hatchlings…please don't…"_

_"Shut up, you animal." That voice was too familiar…_

_Pain._

_"What are you doing?! What…this is a nursery!"_

_"This is a den of monsters and liars! Burn it down!"_

_"HEEEEEEEEEEELP!"_

_"Let's just crush this whiny little filly, blast this place and get outta here!"_

_More pain. Did she still have her eye?_

An entire night of collectively shared experience was forced into Rainbow's mind in the space of a single second. When it was over, her expression simply went dead. Her eyes widened, her face paled, and her jaw dropped. "Wh-wh-wh-what…"

Hissy stepped back, almost admiring his work. However, he couldn't take much pride in the horrified expression on the prisoner's face. Getting rid of that smug arrogance and martyr's bravado wasn't nearly as satisfying as he'd hoped it would be.

Rainbow Dash desperately tried to rationalize away what she just saw. "No…no…nonononononono, Twilight would never…she's smart, she's good, she'd…never…I…even if she wanted to, Applejack would've stopped her…"

Nimale shook his head. "They found Applejack an hour ago. She's the patient Dr. Tenderhooves is currently treating."

Rainbow Dash's head shot up. "What?! Whuh…Is she okay?! What happened?!"

"She'd been badly beaten and may not ever fully recover. There's residue of unicorn magic on her body, the same magic that killed the caretaker of the nursery."

A few minutes ago, Rainbow Dash would've accused Nimale and Hissy of lying to try and turn her against Twilight. But the memory rang in her head like a siren. She couldn't get the image out of her head. She saw Twilight, a grimace on her face that reminded her of the Smartypants incident. She saw Twilight threatening to kill Fluttershy…FLUTTERSHY, of all ponies! She felt that spell Twilight cast on the caretaker…

"I…I…I…" Rainbow felt her wings fall beside her…apparently Nimale had finished plucking while she and Hissy had been yelling at each other. She could feel the tears on her cheeks, but she didn't care about how she looked the guards or Nimale. She didn't care about what they were saying about tact and empathy. She didn't care about anything anymore. Even the cookies felt like dust in her mouth.

How could Twilight do that? She'd resolved to stick with Twilight when the changelings showed up again. Dash had protected her from the more dangerous counter-protesters. Whenever things got rough, Rainbow would knock some heads to sort it all out. Twilight was the egghead, the one with the plan. Twilight had been getting really frustrated the months leading up to the girl's night out, but could she really…no, she wouldn't…could she even…Rainbow believed her when she said the King had gotten Celestia and Cadence killed, that was why she attacked him and got stuck in here…but now, she didn't know what to believe.

She didn't offer an ounce of resistance as Hissy and the other guard brought her back to the cocoon. She just kept staring at nothing, lost in her thoughts. She was almost looking forward to the emotion-damping green goop. Maybe then she could sort everything out in her head.

As the goop began refilling her cocoon, memories of her last night as a free mare came rushing back. The three of them had gone to Pony Joe's, and were on their third mugs of beer. Applejack hadn't said a word, not about Apple Bloom or anything else. Twilight kept rambling about how something had to be done about the changeling king, and Rainbow decided that she'd be the one to do it. It was the three of them against the world.

But now? She had never felt more alone in her life.


	5. Hospitalization

Voices swam in the blackness.

_"She's regaining consciousness."_

_"Has the King been informed?"_

_"Of course he has. He'll be here in a few minutes."_

Applejack opened her eyes slowly. There was whiteness, with shadows flitting about, and an omnipresent beeping noise. She couldn't focus on anything, everything was too blurry. "Where am ah? What happened?" she murmured.

A stupid question. She knew what happened. And she had a good idea of where she was.

One of the shadows gradually transformed into Dr. Tenderhooves. Applejack remembered him. He hadn't changed. "You're in Canterlot Hospital. One of the patrols found you in an old warehouse," he said soothingly.

Applejack strained to look at herself. Blinking the weariness out of her eyes, she saw that she was in a hospital bed. Her chest was strapped down, and her hind legs were covered in bandages. There was an IV inserted into her front leg, pumping red liquid. There were bandages and stitches all over her body. Some of the cuts were still bleeding, despite the bandages and stitches.

Another voice piped up, unmistakably a changeling. At this point Applejack didn't care. "You had been severely beaten, and it was difficult to treat your injuries. Your assailant's weapon was enchanted to prevent your wounds from healing naturally…"

"Twilight," Applejack groaned.

Tenderhooves blinked. "I'm sorry?"

"Twilight. Twilight did this. She attacked me." Applejack winced as anger burned in her wounded chest. Did Twilight honestly expect Applejack to lie? After what she'd done? "She…she…unghhh…"

Tenderhooves and the changeling doctor stopped her from getting up. "Don't…get up. We stopped the internal bleeding, but you've lost a lot of blood."

Applejack reluctantly lay back down. "So…what happens now?" she sighed with resignation.

The changeling looked her in the eye. "The Ruler is on his way. He'll decide what's to be done with you." His expression became harsh, "Did you know of the attack on the nursery?"

Applejack shook her head. "Nuh-no. Not 'til…a few days ago, maybe? How long have ah been out?"

Tenderhooves answered. "It's been a day since you were admitted to the hospital. I don't know how long ago you were attacked."

_She left me to die like a dog_. Applejack swallowed. "Ah found out 'bout the attack on Fluttershy and…confronted Twi. Ah asked her if we were jus' terrorists now, and she…she…" Applejack couldn't continue, not wanting to relive the experience.

The changeling doctor seemed satisfied. "If what you say is true, the King will show mercy. He always respected you, even as you opposed him."

"Applejack is no liar, Stitch."

_So it's name's Stitch? _Applejack mused.

"All the same," Stitch replied. "She was with the insurgents. As I recall, she was Twilight's lieutenant, and one of the most vocal of the protestors." The changeling looked harshly at Applejack. "She was the one who gave us the moniker 'Liars'."

Applejack didn't bother to deny that allegation. She had called them liars. As far as she was concerned, creatures who shape-shifted at will _were_ liars. She could never feel safe with them around…what if one of them disguised themselves as a friend of hers? What if they got ideas…

That was why she had joined with Twilight and Rainbow Dash in the beginning. It was simple stuff at first, nipping any potential problems in the bud. They did good work, making sure ponies were aware of how changelings could abuse their power. The King had to address their concerns, and Applejack could honestly say that things were much better than they could've been because of what they'd done.

But Twilight didn't see that. It was never enough for her. Applejack had wanted to believe that Twilight was just being her nervous self, but she just got worse and worse. She'd seen traitors and changelings everywhere, driving off a lot of their fellow protestors. Her healthy concerns became stranger and stranger, her ramblings warping history to fit some paranoid fantasy.

The truth was, Twilight just plain hated her brother for what had happened. Hated him for letting Celestia and Cadence die. That hate was warping everything she knew, all logic and understanding was thrown out the window by the time she…

Applejack still couldn't believe Twilight would do something like that. Attacking Fluttershy's nursery…hurting _Fluttershy_! That wasn't a protest! That wasn't a rational response to a potential threat! That was an attack, a coward's last effort to hurt somepony, terrorism. That was…

A small voice from the other side of the door interrupted her thoughts. Her hearing was coming back, and she could clearly make out the voice. She recognized it immediately, "What! She's awake! Ah have ta see her! Ah have ta see her now!" Applejack's heart broke.

"Let…let 'er in, please." Applejack begged, not even trying to hold back tears anymore.

Stitch blinked, not responding for a second. Then, looking at Dr. Tenderhooves, he nodded. "Okay, but only for a minute."

Applejack smiled, wiping away her tears as Tenderhooves and Stitch opened the door. A little yellow filly burst in before either of them could stop her. Apple Bloom jumped right into her sister's hooves, heedless of the bandages and bruises. "Sis! Oh Celestia, I was so worried, and scared, an…"

Applejack winced. "Easy, littlun. I'm still kinda…tender..."

Apple Bloom hopped back onto the floor, looking up at her wounded sister with shame and sorrow. "I'm sorry sis…" A larger, red stallion came in through the door, looking at Applejack with tears in his eyes. Tenderhooves and Stitch stepped outside, giving the family their space.

Apple Bloom started chattering again. "I heard it was gonna be okay, so if it's okay, then maybe you can come back to the farm…"

"Apple Bloom." Applejack sighed.

"An, an maybe we can keep harvesting apples, Pinkie said she can make great pies for us, but we still need to buck 'em…"

"Apple Bloom."

"An…an…we can rebuild the barn, and I can show ya…"

"Apple Bloom. Ah can take it. Just show me," Applejack gently demanded.

The young filly blinked, not moving for a second. Letting out a sigh, a flash of green fire revealed a tiny changeling with a yellow carapace and orange, sad eyes. She looked up at her sister, expecting her to start yelling again.

Instead, Applejack just sniffed. "Why? Ya…ya never got to tell me."

"Well…" Apple Bloom started, "Ah guess ah wanted some wings…"

"And?" Applejack said flatly.

"Well, ah heard that ya could still get yer cutie mark after, since you still had a pony form, and figured that mah cutie mark may be in changeling…ing…"

"And?"

Apple Bloom hung her head down and sighed. "An you were so fixated on changelings, ah figured it'd get yer attention again."

Silence reigned in the hospital for a brief eternity as those words sunk in. Applejack had to avert her eyes as she thought back to the night she'd found out…all the yelling and screaming… running out the door to get a drink with Twilight and Rainbow…

The small changeling burst into tears. "Ah'm sorry, sis! Ah wasn't thinking! It was a stupid idea, and ah just didn't want to be ignored no more! Ah just…"

"Stop. Just stop," Applejack demanded. Apple Bloom clammed up, terrified of what would come next.

Applejack hesitated for a minute before continuing. "Ah'm the one who should be sorry. I messed up real bad. I shoulda been a sister. I shoulda talked to ya, shoulda listened…instead, ah just blamed you for everthin' and ran away like a coward…"

Wiping the tears out of her eyes, Applejack struggled to get her breath back. "What…wh-what ah'm tryin' to say is…it…it don't matter. What you done, why you done it, what ya are…You're mah sister…an' it don't matter. Ah love you…"

Apple Bloom sniffled, a smile on her face, "Ah know, sis. Ah love you too." She hiccupped before leaping into Applejack's arms. Big Macintosh, who had been so quiet Applejack nearly forgot he was there, joined in, and the three siblings hugged each other. They embraced as a family that hadn't seen each other in too long.

Sadly, it had to end. Apple Bloom's ears twitched as word came in from the Hivemind. "He's here."

"Ponyfeathers," Applejack muttered. "Can't he wait?"

"I just asked him," Apple Bloom replied. "He says he's only got a few questions, and he has to ask' em now."

The wounded mare reluctantly released her siblings. "Ok. Ah'll…ah'll see you soon, alright?"

Apple Bloom and Big Mac both nodded. "Eeyup," Macintosh finally found his words too late.

The door to the hospital room opened, and an incredibly regal changeling stepped in. His carapace was completely white, with a few blue markings around the hooves. His wings, tail, and fragmented mane were bright blue with a few white stripes. He was wearing what looked like solid steel armor with elements of purple, a symbol on the front resembling an knight's shield. When Apple Bloom saw him, she instinctively bowed down.

The Changeling King chuckled with amusement. "Thank you, Apple Bloom. I'm sorry about this, but could you excuse us, please? This is very important."

The two Apple siblings nodded before politely leaving the room. Applejack looked the king straight in the eyes.

"Yer Majesty." She laughed dryly, "Excuse me if ah don't bow."

The King's smile faded slightly. "Listen. Stitch told me what you said, and I believe you. I know you'd never have anything to do with something like that. But you're still associated with…" He searched for a better word, but eventually gave up with a sigh, "Terrorists. So, in order for me to allow clemency, I need your full cooperation…"

"Stop with the big words and fancy laws. Just ask yer questions."

The King nodded, hiding a small smile. "Charming as ever. But yes. Now, the insurgents have set up bases around Canterlot, is that correct?"

Applejack nodded. "Yeah. They were basically just meetin' rooms before Twilight…went nuts. That warehouse was one of 'em…I'd been sleepin' there since Apple Bloom converted."

"Do you know about any others?"

Applejack nodded. "Yeah…Twilight told me about them. She's got some spell cast on them, so changelings won't think to look there. There's at least one base that's got all her books..."

"Where is she? Where is my sister?"

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	6. Arrest

Twilight Sparkle glanced out the window, reassuring herself that the spell was still in place. There was no way the changelings could find this place. But she had to be sure. She couldn't be sure of anything anymore. Not after Applejack.

She thought Applejack understood! She thought she could trust her. She should've known better. You couldn't trust anypony anymore. Not even your friends.

Twilight snorted. Friends. Yeah, right. None of them got it. After everything they'd been through, everything they'd seen, they'd all turned against her. Bunch of traitors, all of them. Happy to forget Celestia even existed and bow to the whims of the changeling king. Did he convert them all, not just Pinkie?

The changeling king. It was all his fault! He got Celestia and Cadence killed, and then he left and came back as ruler of the changelings. It wasn't a coincidence. It couldn't be. He was trying to take over Equestria. And he had everypony fooled! Everypony except her.

It had all started at the wedding, the one _he_ couldn't be bothered to tell her about. He got it into his head that he should be the one to confront his bride 'Cadence' about her behavior. When he realized she was a fake, he acted like a moron and attacked her. Celestia had gotten involved, and then…

_"Ha ha ha ha…Shining Armor's love is even stronger than I thought! Consuming it has made me even more powerful than Celestia!"_

And then, somehow, it got even worse. Luna came along way too late, and the two of them turned Queen Whatshername into a smoking crater. Good riddance, but it didn't change anything. Celestia, her beloved teacher, was dead. And the fight had caused the caves under Canterlot to collapse, smothering the real Cadence under tons of rubble.

It was all his fault! Her idiotic, self-righteous, simpering buffoon of a brother! If it wasn't for him, Celestia and Cadence would still be alive, and none of this would've happened! _He should've let ME handle that imposter!_

Twilight rechecked the shield. _Yep, still there_. She promptly returned to her pacing.

If it had ended at that, maybe she would've forgiven him. After he'd spent years groveling at her feet and begging like a dog. But no. It wasn't over.

Those black bugs started showing up around Equestria. Changelings. Eventually, they figured out that these were the threat against Canterlot, but with their leader dead, they were hopelessly disorganized. The guards captured one of the more competent insects, and they learned where the changeling territory was.

Twilight should've gone with them. She would've turned it into a burning wasteland. That would've been the end of it. But, of course, _he_ volunteered. _He_ led the expedition, while she had to stay behind and help Luna get the hang of raising the sun.

And then _he_ came back, leading those insects! She couldn't believe it! After a changeling had killed her mentor and his _fiancée_, he decided that he should be in charge of them! He came back, attempting to integrate those damned creatures into Equestrian society! He was either a sentimental moron or a heartless schemer and tyrant.

After some time, Twilight decided that he had to be an evil schemer, because he certainly wasn't a moron. Her attempts to expose his plans kept falling flat because he always knew exactly what to say, what to do. Were there spies? There had to be. She once had a following strong enough to wipe out those bugs, but as time went on, her followers lost faith, and left to join the pro-changeling parade.

And her friends! Fluttershy was blinded by those oh-so-bucking-adorable hatchlings. Rarity didn't care and just wanted to go back to her dresses. And Pinkie was insane. They'd all abandoned her in the end.

She'd thought Applejack and Rainbow Dash had been behind her, especially after they got to Apple Bloom. But then Rainbow attacked the king like a twit and got herself jailed. Applejack occasionally brought up the idea of busting Dash out of prison, but it wasn't worth it. There were too many real criminals in that nest, and it was too heavily guarded. Rainbow just had to wait.

Still, Rainbow was a big loss. Her followers were already dwindling, her resources strained. Meanwhile, the changelings were thriving. Twilight imagined all of them, laughing at her. She imagined him, looking down on her and smirking, finally above his sister again. They were watching her, waiting to crush her once and for all.

Well, she would crush them first.

The nursery was the best target. It wasn't particularly well-guarded, and it was isolated enough that any support from the hive would take too long to arrive. It would deal a crippling blow to those smug insects. She knew how the hivemind worked…she could hurt all of them with one spell. Cripple their lives by wiping out their brood.

And she could hurt one of those traitors back.

It had all gone wrong. Fluttershy wasn't supposed to fight! Not like that, anyway. They should've been alright as long as they didn't look her in the eyes. But no. She broke their ranks before they could do any real damage, and Twilight had to retreat with only a parting shot. It was a complete failure.

And Applejack…was it even Applejack? She had the gall to call her a terrorist and a coward! Kept raving about how she was going to ruin everything they'd worked for, everything they'd already done! Why didn't she get it? They hadn't done anything! They were supposed to drive those damn insects away, but they'd failed, so they had to use more aggressive measures. But what did that hick understand? She'd tried to make Applejack see, but it was clear that her last friend was just another traitor with cold feet.

A thought occurred to Twilight. There was something wrong with the shield spell, but she couldn't put her hoof on it. The last time she looked, something was off. She decided to check again.

Peering out the blinds, she looked at the shield carefully. It was there, but…

Her eyes widened. That wasn't her spell!

**"TWILIGHT SPARKLE!"** A huge voice bellowed, shaking the room she was in. Twilight whirled around in panic. How?! How did they find her?! She immediately tried to teleport away, but when she cast the spell, she simply appeared in the same place.

Well then, she'd just have to fight her way out.

A unicorn stallion wearing black armor burst through the door into her room. Twilight spun around to face him. "Nice try," she mused before blasting him with an anti-changeling spell. The stallion just blinked. Apparently he _wasn't_ a changeling, oh well. A quick fireball took care of him. Twilight braced herself to rush out the door…

Then something came through the window. This was most certainly a changeling, a huge specimen with thicker armor than normal. He grabbed her with his twisted hooves and let out a loud cry.

"No!" Twilight bucked him with a strong kick, causing him to loosen his grip. Twilight squirmed out and blasted the insect with the blades spell she'd invented for the nest. The monster toppled out the window in several pieces.

Twilight didn't have time to celebrate as dark energy swirled in through the open window and ensnared her. She tried to blast out of it, but the inky blackness absorbed everything she threw at it like it was nothing. Twilight struggled futilely as she was pulled outside.

An entire contingent of the Royal Guard was waiting outside, spears and horns at the ready. Unicorns, pegasi, earth ponies, and changelings, all looking ready to kill her if she so much as thought about moving. At the center of the contingent was the Changeling King, and beside him the new Queen of Equestria. The white changeling looked at her severely.

"Twily."

"Don't you dare call me that." Twilight spat before turning to the dark alicorn. "Luna. You're siding with him?! He killed your sister!"

The former princess shook her head. "What happened to Celestia was not the fault of Shining Armor. Your grief has warped what happened that day."

"Liar," Twilight muttered before turning towards Shining. "You think this is over?! You think you can stop this by capturing me? I've got chapters all over Equestria, and once they've found out…"

He didn't so much as blink. "Ah yes. Applejack told us about those. We've already sent troops to each of the locations. You could make things much easier for your followers if you tell us who was directly involved in the attack."

Twilight's jaw went slack. "Wh-what? Applejack?! I knew she was a spy! I hope she suffered when she…"

Shining Armor shook his head. "No. She told us everything when she woke up in the hospital. It's over, Twilight."

Twilight's eyes started twitching. _Applejack had survived? No…no, she couldn't have…she wasn't breathing when I left her…did she fake that? But…my bases…_Twilight looked up to see a changeling come towards her with an iron ring. An inhibitor ring. She was going to rot in prison…

"No…" the purple unicorn snarled. Her eyes glowed a furious white, and her body began twitching uncontrollably.

"What is she doing?"

"I've never seen that spell before…"

"Get that collar on her now!"

The changeling with the collar tried to reach her, but a maelstrom of energy knocked him off his feet. Everything began spinning, and even the highly-trained guards lost their footing. Luna's energy was doing nothing…it could absorb offensive magic, but Twilight was drawing something into herself…

"**YOU. WILL. NOT. BEAT. ME!**" She roared before a deafening purple explosion forced the contingent back. Shining Armor and Luna had to avert their eyes from the brightness that rivaled the sun. A scream of painful defiance, and then silence.

When they opened their eyes, there was nothing but a smoking burn on the ground where Twilight had once been.

Read and Review! I'm always looking for ways to improve myself.


	7. Mourning

_Twilight Sparkle has cast an unknown spell on herself and vanished. It's unclear whether it was in an escape attempt or suicide. Be on the lookout for her and investigate all bases for any magic books or scrolls that she might have possessed. Apprehend all followers, but avoid violence whenever possible._

With his soldiers notified, Shining Armor surveyed the scene. He was inside Twilight's base now, a repurposed apartment complex that Twilight had secretly purchased a few months ago. His soldiers were combing the area for scrolls, spellbooks, or anything else Twilight left behind.

The sun had risen far too early, to aid with the search. Shining glanced outside to see Luna kneeling outside, clearly exhausted despite her physician's ministrations. He hoped to make this quick; he had an idea, but he'd need something…

"Shining Armor!" One of the unicorn guards came up to him, carrying something in his magic, "Is this what you wanted?" Shining took a close look at it. A strand of purple mane. Perfect. Perhaps too perfect. The shade was unmistakable, but Shining was a little wary. His sister eradicated all traces of herself when she attacked the hive, it was why it had taken so long to find her. Could her paranoid self really have overlooked this?

Still, it was worth a shot. Shining nodded, "Yes. Thank you." Taking it up with his own magic, he sent another message to the changelings he had left at Canterlot Castle. _Tell Spike that I need him to send…what was it again…_Spells for the Royal Guard: Hunting Fugitives,_ by Temperence and Hoofner._

_I've informed him, your highness. He's hesitant. He knows it's about Twilight._

Shining sighed. Of course Spike was hesitant. Twilight had abandoned everything in her rage against the changelings, and he still didn't know how the dragon felt about the whole matter. He'd become very quiet and reclusive after he moved into the Royal Canterlot Library, and Shining wondered if he was hiding something about his…departure from Twilight's service. Spike never talked about it, or about the rest of his friends.

_Tell him the truth_, Shining finally responded, _Twilight has vanished, and we need the locator spell to find her._

Nothing happened for a minute, but eventually there was a green flash, and the spellbook appeared in front of Shining Armor, with a bookmark on the locator spell. Shining had never been good at memorizing spells like his sister, he needed the book right in front of him.

Taking the hair in his magic, Shining cast the locator spell. _Where are you, Twilight Sparkle? _

Luna was just about ready to pass out when Shining came flying out of the window. "Let the sun set, Luna," he sighed, his voice weary and resigned.

Luna blinked, and then complied. The sun quickly went beyond the horizon, covering the area in blackness once again. Night washed over the dark alicorn, gradually restoring her energy. She got back onto her hooves and shook her head clear. "Have you found her?"

The white changeling lowered his eyes. "When I cast the spell…there was nothing. No trace of her. She's not in Canterlot, not in Equestria, not in the surrounding areas. I even checked the moon, just in case. She's gone."

Luna blinked. "You mean…she's…"

Shining turned away, trying to hide the tears in his eyes. "She has to be. There's no other explanation…nothing that I can think of…I…" The changeling king groaned, his head starting to hurt. Before Luna could stop him, he spread his wings and flew away, not looking back.

It was almost an hour before Luna regained the strength to fly after him, but that didn't matter, she knew exactly where he would be.

On the south side of Canterlot's gardens, out of sight of Discord's twisted effigy, was a statue of two alicorns. One stood tall, regal, and proud with a gold crown and a sun emblazoned on her flank. The other was smaller and humbler, but no less beautiful with her kind smile and heart-shaped crystal cutie mark.

Kneeling in front of the smaller statue was the changeling king. The tears flowed from his eyes freely, with no creature around to watch him. From the way he hiccupped, Luna had just missed seeing him sobbing like an infant. He knew she was there.

Luna landed beside him. Gently touching him with her wings, she spoke comfortingly, "I know how it feels, Shining Armor. I truly do." Her eyes were starting to brim with tears as she looked up at Celestia.

Shining leaned against her, all his energy spent. "She was…she was my sister…" he breathed. "When did it all go wrong?"

The easy answer was 'just after the wedding rehearsal'. That was when it all started, at least. But it seemed too simple to pin the entire thing on that one incident.

It was supposed to be perfect. Everything _had gone _perfectly. He was going to marry Cadence, the mare he loved, Twilight would be his best mare, and Celestia would preside over the wedding. It had all been going so smoothly, at least, he'd thought so. He couldn't be sure anymore.

He remembered the rehearsal. Twilight had come in late, gasping for breath. She said she was sorry, that she had been talking to Spike and it had held her up by accident, and she went through her lines with aplomb. But Shining noticed Twilight glancing at Cadence with a harshness that troubled him. He was about to ask, but Twilight beat him to it.

"Hey…" she'd whispered in his ear. "Can I talk to you later? Privately?"

"Sure." He always had time for his LSBFF. He knew he hadn't been the best of brothers lately, but hopefully he'd be able to make it up to Twily soon.

After the rehearsal, she had led him to one of the side wings. They were walking by the stained glass windows when Twilight finally spoke up.

"I need to talk to you about Cadence."

Shining Armor blinked, "What about Cadence?"

Twilight sighed. "The way she's been acting…Something's wrong. She was short with Applejack, she insulted Pinkie, she's driving Rarity up the wall…she's not acting like herself at all!"

"It's a very stressful time for her. She's under a lot of pressure. I'd think you'd know how that can change a pony," he chuckled, elbowing her.

Twilight just groaned. "Yeah, I just heard it from Spike. But seriously Shining, she's been acting horrible and I…uh…saw what she did to you."

Shining froze. "What do you think she did?" He did not like the way this conversation was going.

"After we talked…you and Cadence got into an argument and then she hit you with something…a spell…you got really spacey…"

Shining sighed. "That's just to treat my headaches, Twiley. Keeping this shield up is giving me migraines…" He suddenly winced as another headache came on and Twilight immediately cast a spell on him, touching his horn and making his head feel a lot better. "Thanks, Twiley. I feel a lot better…that didn't feel like the spell Cadance was using."

"Maybe it wasn't a headache spell she was using…"

Shining was glaring now. "What are you saying?" he growled.

"I'm saying…" she answered. "Are you _sure_ this is same Cadence we knew years ago?"

"Of course I'm sure!" he insisted before storming away. Looking back, Shining didn't know why he'd gotten so angry. Maybe it was because of..._her _spell…

Justifications and excuses had run through his head. Twilight was just being possessive, she didn't want to let go of her brother, she's just bitter about the invite, Cadence was just stressed, she wanted the day to be perfect, she's just tense about the wedding.

But that doubt Twilight raised kept gnawing at him. When he ran into Cadence again, walking the halls and discussing the ceremony with Celestia, he decided to put that doubt to rest. With a calm smile and a cheerful demeanor, he casually asked Cadence if she remembered their first date, at the Canterlot Theatre where they were performing Sweeney Trot.

She tried to dismiss him at first, but when she saw that Celestia, and Shining were pressing on, she started waxing poetic about how she would never forget that first date, how romantic it all was, and how she knew he was the one for her after that.

The only problem was that the theatre wasn't their first date. Their first date was then they'd gone out for ice cream in Ponyville. The trip to the theatre was their worst date ever, done out of a dare that Shining had taken. Sweeney Trot was a lot of things, but it wasn't romantic. Their relationship had almost fallen apart after the trip, and Cadence_hated _being reminded of it.

When Shining confronted her with those facts, she accused him of trying to trip her up and humiliate her, but Shining wasn't buying it anymore. He kept pressing 'Cadence' for answers, and since she was between an increasingly angry Shining Armor and a suspicious Celestia, she couldn't use her spell to make Shining more agreeable.

Screaming like a cornered animal, the changeling queen revealed herself. "I should've just killed you!" If he had been just a little slower with his shield, he would've died then and there.

The changeling queen—he later learned her name was Chrysalis—wasn't able to put him under complete control, but she managed to drain a lot of his energy. He couldn't hold her off for very long. The other elements of Harmony arrived, having heard the commotion.

Celestia tried to stop Chrysalis by herself, to keep everypony safe.

And the unthinkable happened.

_"Ha ha ha ha…Shining Armor's love is even stronger than I thought! Consuming it has made me even more powerful than Celestia!"_

None of them could believe it. Celestia hadn't just been defeated. Chrysalis, in her cornered desperation, had killed her. He'd never get the image of Celestia's last breath out of his head. The sun had unceremoniously dropped behind the horizon, the sudden darkness highlighting the tragedy. The explosion rocked the entire city, breaking the foundation of the caves underneath the castle.

If Luna hadn't come to investigate, Chrysalis would've killed them all. The second Luna saw what had happened, she'd used such overwhelming force against Chrysalis that there was nothing left of her but ashes. But it was too late. Nothing would revive Celestia, and they found Cadence buried under a cave-in days later.

Twilight had told Shining that she'd never forgive him. That this was all his fault, that he wasn't her BBBFF anymore, that he wasn't her brother anymore, period. She might have killed him if her friends hadn't intervened.

The worst accusation of all was the underlying implication that he didn't care about Celestia and Cadence like she did. Celestia was like a second mother to him, and Cadence…Cadence was the love of his life. She was everything to him.

Luna told him that Twilight was simply grieving, and that he should leave her be and let her mourn Celestia and Cadence. That she'd come around in time. That everything would be all right, eventually.

With Celestia dead, Luna had to assume responsibility for moving the sun as well as the moon. It was a difficult task, but she managed, if only just.

He hadn't been much help, he was ashamed to say. Feeling like an utter failure, he tended his resignation as Captain of the Guard. Too paralyzed to get out of his house, he never got around to finalizing it. Too shocked to do anything and too miserable to care, he ended up missing the funeral, which almost certainly fueled his sister's increasing hatred of him. It was weeks before he finally got out of his stupor, determined to do something other than mope. That was what Cadence would've wanted.

Changelings had been appearing all over Equestria. They were in scattered groups, often found wandering as if they were in a daze. Apparently, these were the threats he had shielded Canterlot against. But with their queen dead, their hive mind was shattered.

The Royal Guard brought them in, and despite not officially being in the Guard anymore, Shining was asked to speak with one of the more vocal of the prisoners. It had told him that the main nest was hidden in the badlands.

Shining had volunteered to be on the expedition. He wasn't sure why he'd volunteered. To avenge Celestia and Cadence? To give his life meaning again? Just to have something to do to keep him from going insane? Whatever the reason, he was the first pony to step into changeling territory. He remembered promising to himself that he would reduce the place to a smoldering crater.

Things…changed when he took a good look at the nest. He'd been expecting a den of monsters like Chrysalis, not a broken society on the brink of starvation. The original nest was actually composed of several dilapidated buildings that one of the more historically-minded of his party recognized.

Further inspection revealed a shocking truth. Apparently, the story of Hearth's Warming neglected to mention that a large group of ponies hadn't come to Equestria with the others. Whether out of misplaced pride or stubbornness, members of the three tribes remained in their ancestral homes even as the windigos ravaged the lands. Surprisingly, they managed to survive until Discord happened along.

In a twisted mockery of harmony, he merged the three tribes into an entity with qualities of all three, and then forced them to feed of love and emotions in a twist on friendship and love. The changelings had been living there for centuries, barely surviving on each other's affections. Several early attempts at returning to Equestria had failed, and the invasion had been their last, desperate effort.

Shining couldn't help but feel a bit of pity for the creatures. Without a leader, they would soon die. And despite what had happened, he knew Cadence wouldn't have allowed him to kill these creatures. But what could he do?

Then he found out about conversion. As a survival tactic, changelings had found a way to adapt their magic so they could transform a pony into one of them. The converts maintained their own personality and were connected to the hive mind. And, in theory at least, a convert with a strong enough will could become leader.

Shining Armor weighed his options. He couldn't bring himself to exterminate these creatures, and they couldn't function without a leader. A creature like Chrysalis could appear again if he left them alone, but if a pony with a strong will, who understood customs of pony society, and who was trusted by the majority of Equestria took charge, he or she might be able to integrate the changelings peacefully, and keep an incident like this from happening again…

Of course, if Shining was honest with himself, he'd admit that not all of his reasons were purely selfless. After losing the mare he loved, he was desperate for a purpose. He needed a meaning, a reason to keep going. He needed to protect something. Save something. Save anything. It was his life's calling. It was what he wanted more than anything else.

After a lot of consideration, consulting with Luna and prayers to Celestia, he made his decision.

_And here I am now. The changeling king. The one who brought peace over a pile of bodies, including Celestia, Cadance, and my sister._

He'd run out of tears now, and looked forlornly over the horizon. "Luna?"

"Yes?" the dark alicorn replied.

"Was it worth it?"

Luna sighed. This wasn't the first time Shining had asked that question. "What do you mean?"

"I…I mean….think about it. We stopped an invasion, removed a tyrant, saved an entire race of Discord's victims from starvation and death, and now we've got a society of ponies and changelings, slowly but surely working together for a better future for both races."

Shining Armor snorted. "And all that it cost was the death of two…three of the greatest mares in Equestria."

He shook his head. "What do I…what do I even call this? There's still ponies like…still ponies who think like Twilight did, and I don't know if I can ever convince them that I'm not a…what if I am…I…"

Luna brought herself closer to the babbling changeling. Shining felt the gesture and sighed, composing himself for a second. "Did I do the right thing? Have _any_ of the things I've done been right? "

Luna looked the white changeling in the eye. "Shining Armor, listen to me. This wasn't your fault. None of this is." she said firmly.

"How can you be so sure?"

"Because I know you." Luna gently kissed Shining Armor on the forehead. "You gave an entire race a second chance where others would've just slaughtered them. You've worked hard to integrate the changelings into Equestria, and you succeeded without becoming a tyrant. That is what Cadence and Celestia would have wanted. Never lose sight of that."

Shining Armor turned away for a second. This wasn't the first time Luna had told him that. And it wouldn't be the last. "I guess I can't help but think about how things could've gone differently. That day was supposed to be perfect, and instead…"

"I know." Luna gulped, thinking back. "There isn't a day I wonder what would've happened if I hadn't slept in that day. If I'd just woken up sooner…" Luna swallowed her tears for the moment. "But…we can't dwell on the past forever. We just have to…keep going forward. Do the best we can. That's…all we can do, really."

Shining Armor scoffed. "Easy for you to say."

He knew she was right. He still had his responsibilities as the changeling king, and they would be waiting for him. Just as Luna still had to raise the sun every day. It would eventually be morning, and the world would keep going.

But for now, he could just mourn the dead and dwell on past mistakes, wondering how things could've been different…how things might have been.


	8. Sequel!

Hey everyone, I got a sequel up! It's called Changeling Places.


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